Indiana Agreement of Shareholders of a Close Corporation with Management by Shareholders

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Multi-State
Control #:
US-0178BG
Format:
Word; 
Rich Text
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Description

A close corporation is a corporation that is exempt from a number of the formal rules usually governing corporations, because of the small number of shareholders it has. The specifics vary by state, but usually a close corporation must not be publicly traded, and must have fewer than a set number of shareholders (usually 35 or so). A close corporation can generally be run directly by the shareholders (without a formal board of directors and without a formal annual meeting).
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FAQ

Indiana Code § 23-0.5-3-1. Permitted Names; Falsely Implying Government Agency Status or Connection :: 2022 Indiana Code :: US Codes and Statutes :: US Law :: Justia.

As used in this chapter, "right of publicity" means a personality's property interest in the personality's: (1) name; (2) voice; (3) signature; (4) photograph; (5) image; (6) likeness; (7) distinctive appearance; (8) gestures; or (9) mannerisms.

Indiana Code Section 23-0.5-2-13 requires LLCs to submit a biennial business entity report to the Secretary of State every other year. You can file online for a $31 fee or by mail for a $50 fee.

Business and Other Associations § 23-1-35-1. (3) in a manner the director reasonably believes to be in the best interests of the corporation. (3) a committee of the board of directors of which the director is not a member if the director reasonably believes the committee merits confidence.

A shareholders' agreement is an agreement entered into between all or some of the shareholders in a company. A shareholders' agreement is a private contract and regulates the relationship between the shareholders, the management of the company, ownership of the shares and the protection of the shareholders.

Section 23-1-44-8 - Right to dissent and obtain payment for shares (a) A shareholder is entitled to dissent from, and obtain payment of the fair value of the shareholder's shares in the event of, any of the following corporate actions: (1) Consummation of a plan of merger to which the corporation is a party if: (A) ...

A written consent to take a corporate action is not valid unless, not later than sixty (60) days after the earliest date on which a consent delivered to the corporation as required by this section was signed, written consents signed by sufficient shareholders to take the action have been delivered to the corporation.

Section 35-32-2-2 - Theft or conversion; receiving stolen property (a) A person may be tried for theft or conversion in any county in which he exerted unauthorized control over the property. (b) A person may be tried for receiving stolen property in any county in which he receives, retains, or disposes of the property.

Dissenters' rights ensure a shareholder that they can sell their shares at fair value in the event that a company takes a decision that they do not agree with. Dissenters' rights are guaranteed under state corporate law.

The employer may, within ninety (90) days after receipt of notice of suit from the employee or the employee's dependents, join in the action upon the employer's motion so that all orders of court after hearing and judgment shall be made for the employer's protection.

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Indiana Agreement of Shareholders of a Close Corporation with Management by Shareholders